KIVIRA
CLINIC ADMINISTRATOR TERMS OF USE

1. ACCEPTANCE OF TERMS

These Clinic Administrator Terms of Use ("Admin Terms") govern your access to and use of the Kivira clinical decision support platform ("Platform") as an administrator for your healthcare organization. By clicking "I Accept," creating an account, or accessing the Platform, you agree to be bound by these Admin Terms.

If you do not agree to these Admin Terms, you must not access or use the Platform.

These Admin Terms supplement any agreement between Kivira Axis, Inc. ("Kivira") and your healthcare organization. In the event of any conflict, the agreement between Kivira and your organization shall control.

2. ELIGIBILITY AND LICENSURE

To use the Platform as a clinic administrator, you must:

• • Be authorized by your healthcare organization to administer its Kivira account, users, permissions, and workflows;
• • Be authorized by your healthcare organization to access the Platform;
• • Have completed any required training on the Platform's use;
• • Comply with all applicable federal, state, and local laws, regulations, and professional standards.

You do not need to be a licensed healthcare provider solely to use administrative features. If your account is also granted clinician permissions, you must meet all clinician eligibility and licensure requirements and must comply with the clinician terms that apply to clinical access. You represent and warrant that you meet all eligibility requirements for the permissions assigned to you and that all information you provide is accurate and complete.

3. CLINICAL DECISION SUPPORT - YOUR PROFESSIONAL RESPONSIBILITY

3.1 Nature of the Platform

The Kivira Platform includes clinical decision support (CDS) tools for authorized clinicians and administrative tools for clinic operations. As a clinic administrator, the Platform is designed to assist you in:

• • Managing clinic setup, invitations, user roles, and access permissions;
• • Supporting clinic workflows for patient intake, screening, and report routing;
• • Viewing top-level operational information made available to administrators;
• • Helping ensure that authorized clinicians can review clinical reports and safety-related workflow items;
• • Coordinating platform use according to your organization's policies and Kivira's documentation.

3.2 NOT a Substitute for Professional Judgment

YOU ACKNOWLEDGE AND AGREE THAT:

• • The Platform is a tool to support clinic operations and clinician review, not a substitute for licensed clinical judgment;
• • All diagnostic, treatment, prescribing, emergency, and patient-care decisions remain the responsibility of authorized clinicians;
• • You must not use administrative access to make clinical decisions unless you also hold clinician permissions and are professionally authorized to do so;
• • You must configure roles and permissions carefully so that detailed patient reports are available only to authorized users;
• • Your administrative access does not create a doctor-patient or clinician-patient relationship between you and any patient;
• • You must comply with all applicable standards of care and professional guidelines;
• • The Platform does NOT diagnose, treat, cure, or prevent any disease or medical condition.

3.3 Clinical Limitations

You acknowledge that any Platform outputs, including clinical reports, risk indicators, medication-safety notes, guideline references, or workflow summaries:

• • Are designed for review by authorized clinicians, not for independent administrative decision-making;
• • Are intended for workflows involving adult patients age 18 and older, unless Kivira expressly agrees otherwise in writing;
• • May not account for all relevant clinical factors specific to your patient;
• • Should be considered in the context of a comprehensive clinical assessment;
• • May become outdated as clinical guidelines and evidence evolve;
• • Are only as accurate as the patient-reported, clinic-entered, and other available information on which they are based.

4. PATIENT SAFETY AND EMERGENCY SITUATIONS

4.1 Suicide and Self-Harm Risk

The Platform may identify responses associated with suicide or self-harm risk and route reports, visibility indicators, or resource communications according to your organization's configuration. YOU MUST:

• • Ensure that qualified clinicians, not administrative-only users, are assigned to review clinical risk information;
• • Follow your organization's escalation, coverage, and emergency protocols;
• • Understand that Kivira is not an emergency response service and does not provide continuous or real-time monitoring;
• • Never rely solely on Platform alerts, emails, SMS messages, or workflow visibility to assess patient safety.

4.2 Emergency Situations

THE PLATFORM IS NOT FOR USE IN EMERGENCY SITUATIONS. If you become aware of a patient in crisis or requiring immediate intervention, you must:

• • Implement your organization's emergency protocols immediately;
• • Contact emergency services (911) or crisis intervention teams as appropriate;
• • NOT delay care while waiting for Platform data, notifications, routing, or reports.

5. PROPER USE OF THE PLATFORM

5.1 Permitted Uses

You may use the Platform only for:

• • Administering your organization's Kivira account, users, roles, invitations, and clinic settings;
• • Accessing top-level patient, workflow, or operational information for authorized treatment, payment, or healthcare operations purposes;
• • Supporting internal quality improvement, compliance, and approved operational activities for your organization.

5.2 Prohibited Uses

You may NOT:

• • Access patient information unless you have an authorized administrative, treatment, payment, or healthcare operations purpose;
• • Share your login credentials with anyone;
• • Use the Platform for personal or unauthorized purposes;
• • View, export, disclose, or use detailed patient reports unless your role and your organization's policies authorize that access;
• • Make clinical decisions through administrative-only permissions;
• • Access, modify, or delete data without authorization;
• • Attempt to reverse engineer, decompile, or extract source code from the Platform;
• • Circumvent any security features or access controls;
• • Use the Platform in any manner that could damage, disable, or impair its functionality;
• • Violate any applicable laws, regulations, or professional standards.

6. HIPAA COMPLIANCE AND PATIENT PRIVACY

6.1 HIPAA Obligations

You acknowledge that you may be a member of your organization's workforce under HIPAA and may access Protected Health Information (PHI) or other sensitive information. You must:

• • Comply with all HIPAA Privacy and Security Rules and your organization's privacy policies;
• • Access only the minimum necessary Protected Health Information (PHI) to perform your duties;
• • Maintain the confidentiality and security of all patient information;
• • Report any suspected privacy or security breaches to your organization immediately;
• • Complete all required HIPAA training.

6.2 Account Security

You are responsible for:

• • Maintaining the confidentiality of your username and password;
• • Never sharing your credentials with anyone, including colleagues;
• • Logging out when you leave your workstation;
• • Using strong passwords and changing them regularly;
• • Immediately reporting any unauthorized access or suspected security breach;
• • All activities that occur under your account, whether authorized or not.

6.3 Audit Trail

You acknowledge that all Platform access and activities are logged and audited. Your access to patient information may be reviewed for compliance, quality assurance, and security purposes.

7. CLINICAL DOCUMENTATION REQUIREMENTS

You must:

• • Maintain administrative records, user access records, and workflow configurations according to your organization's policies;
• • Ensure role assignments and patient access permissions are accurate and current;
• • Promptly remove or modify user access when workforce roles change;
• • Ensure administrative documentation meets applicable regulatory, accreditation, and organizational standards;
• • Never substitute Platform-generated content for required clinical documentation by an authorized clinician.

8. DATA ACCURACY AND QUALITY

8.1 Your Responsibility

You are responsible for:

• • Entering clinic, user, invitation, and configuration information accurately;
• • Assigning roles and permissions consistent with your organization's authorization decisions;
• • Correcting administrative errors or inconsistencies you identify;
• • Escalating patient-data or clinical-content concerns to authorized clinicians or your organization's privacy/security contacts.

8.2 Reporting Issues

You must report to Kivira:

• • Incorrect role, permission, routing, or notification behavior;
• • System malfunctions or technical issues;
• • Privacy, security, safety, or workflow concerns potentially related to Platform use.

9. INTELLECTUAL PROPERTY

The Platform, including all software, algorithms, content, and documentation, is the proprietary property of Kivira and its licensors. You receive only a limited, non-exclusive, non-transferable license to use the Platform in accordance with these Admin Terms. You acquire no ownership rights in the Platform.

10. DISCLAIMER OF WARRANTIES

YOU ACKNOWLEDGE AND AGREE THAT:

• • THE PLATFORM IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND;
• • KIVIRA MAKES NO WARRANTIES REGARDING ACCURACY, COMPLETENESS, RELIABILITY, OR CLINICAL OUTCOMES;
• • THE PLATFORM MAY CONTAIN ERRORS, INACCURACIES, OR OMISSIONS;
• • KIVIRA DOES NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION;
• • YOUR USE OF ADMINISTRATIVE FEATURES REQUIRES YOUR OWN AUTHORIZED OPERATIONAL JUDGMENT.

11. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• • KIVIRA SHALL NOT BE LIABLE FOR ANY CLINICAL OUTCOMES, PATIENT INJURIES, OR MEDICAL MALPRACTICE CLAIMS;
• • KIVIRA SHALL NOT BE LIABLE FOR DAMAGES ARISING FROM YOUR USE OR RELIANCE ON THE PLATFORM;
• • YOU ACKNOWLEDGE THAT YOUR ORGANIZATION AND ITS AUTHORIZED CLINICIANS RETAIN RESPONSIBILITY FOR CLINICAL DECISIONS, PATIENT CARE, AND WORKFLOW COVERAGE.

12. PROFESSIONAL LIABILITY AND MALPRACTICE

You acknowledge that:

• • Administrative use of the Platform does not authorize you to practice medicine, provide therapy, or make clinical decisions;
• • If you also hold clinician permissions, your use of the Platform does not alter your professional liability or malpractice exposure;
• • Your organization and its authorized clinicians remain legally and professionally responsible for patient care decisions;
• • Kivira is not a party to the physician-patient or clinician-patient relationship and assumes no clinical liability.

13. TERMINATION

Your access to the Platform may be terminated:

• • By you at any time by discontinuing use;
• • By your organization if your employment or affiliation ends;
• • By Kivira immediately if you violate these Admin Terms;
• • Upon termination of the agreement between Kivira and your organization.

Upon termination, you must immediately cease all use of the Platform. Sections 3, 6, 9, 10, 11, 12, and 15 shall survive termination.

14. CHANGES TO THESE TERMS

Kivira may update these Admin Terms from time to time. We will notify you of material changes via email or through the Platform. Your continued use of the Platform after such notice constitutes acceptance of the updated terms. If you do not agree to the updated terms, you must discontinue use of the Platform.

15. GENERAL PROVISIONS

15.1 Governing Law

These Admin Terms shall be governed by the laws of the State of New York, without regard to conflict of laws principles.

15.2 Entire Agreement

These Admin Terms, together with any agreement between Kivira and your organization, constitute the entire agreement regarding your use of the Platform.

15.3 Severability

If any provision of these Admin Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

15.4 No Waiver

Kivira's failure to enforce any provision of these Admin Terms shall not constitute a waiver of that or any other provision.

16. CONTACT INFORMATION

For questions about these Admin Terms or to report issues:
Kivira Axis, Inc.
33 W 17th Street, Floor 6
New York, NY 10011
Email: support@kivira.health

CLINIC ADMINISTRATOR ACKNOWLEDGMENT

By clicking "I Accept" or accessing the Kivira Platform, I acknowledge that:

• • I have read and understood these Clinic Administrator Terms of Use;
• • I am authorized by my organization to administer its use of the Platform;
• • I understand that the Platform supports clinic operations and clinician-reviewed clinical decision support only;
• • I will not make clinical decisions unless I also have clinician permissions and am professionally authorized to do so;
• • I will comply with all applicable laws, regulations, and professional standards;
• • I will protect patient privacy and maintain HIPAA compliance;
• • I agree to use the Platform only for authorized administrative or clinician-approved purposes.

Last Updated: July 17, 2026